Sparta Capital Announces Proposed Private Placement

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TORONTO, ON / ACCESSWIRE / December 9, 2022 / Sparta Group (TSXV:SAY) (the "Corporation", the "Company", "Sparta Group", "Sparta Capital", "SAY.V" or "Sparta") is pleased to announce that, subject to regulatory approval, the Corporation intends to complete an offering ("Offering") of up to 10,000,000 units of the Corporation ("Units") at a price of $0.03 per Unit for gross proceeds of up to $300,000. Each Unit is comprised of one (1) common share of the Corporation ("Common Share") and one full Common Share purchase warrant ("Warrant"), each Warrant entitling the holder to purchase one additional Common Share at a price of $0.05 per Common Share for a period of twenty-four (24) months from the date of closing the Offering (the "Warrant Expiry"). The price per Common Share has been set based on the weighted average and the last trading price on the TSX Venture Exchange prior to the issuance of this press release. If at any time before the Warrant Expiry the volume weighted average trading price of the Common Shares is greater than $0.12 for ten consecutive trading days, the Corporation may, at its sole discretion, accelerate the Warrant Expiry Date by giving 30 days notice to each holder of Warrants.

The Corporation intends to use the net proceeds to; a) expand marketing and communications initiatives to educate the investment community and the market-at-large about all the exciting new developments that have been happening under the Sparta umbrella (25%), b) expand research and development efforts to enhance the Corporation's technology (35%), and c) cover general working capital for general corporate purposes that includes, audit, legal, accounting, license and fees, administration, management, office, travel and promo (30%) and d) complete registration of a US quotation on the OTCQB (10%). None of the proceeds received will be used to pay non-arm's length parties nor will they be used to pay investor relations activities. Should the maximum Offering not be achieved, the use of proceeds will be adjusted by the Corporation. If Sparta receives total subscriptions pursuant to the existing security holders' exemption which causes the Offering to exceed $300,000, Sparta may accept such subscriptions on a first come, first serve basis. There is no minimum Offering.